I'm Warning You, Don't Fall in Love With Me
by Andromeda Steller
Summary: There was something about Barnabas that infatuated Carolyn. He made her heart race and her stomach twist in knots. He made her nervous. And she didn't like being nervous. Rated M for a reason. Please review. :)
1. Chapter 1

**Disclaimer: I don't own Dark Shadows or any of it's characters.**

* * *

_There was something about Barnabas that infatuated Carolyn. He made her heart race and her stomach twist in knots. He made her nervous. And she didn't like being nervous._

* * *

Carolyn lay in quietly in her bed, looking around her darkened bedroom. She clutched at the sheets as sweat ran down her back and lightly covered her face.  
"This is ridiculous," she said aloud angrily.  
She lay panting feeling herself grow hotter with lust. Carolyn kicked the covers off her body and sat up. She reached over to her nightstand and grabbed a hair tie, pulling her long blonde tresses out of her face and wiping the perspiration off the back of her neck.  
"Barnabas Collins. A relative for God's sake! It may be distant but whatever! Still. He's only been here three days and you're already lusting after him like a dog in heat?"  
She pulled off her shorts, leaving her in her panties and t-shirt. Slowly, her hand slid down from her forehead, over her neck, her breasts, stomach, where it settled between her thighs. She gasped suddenly as the ache there was lessened but also intensified at the same time. Disgusted with herself, she yanked her hand away and sat up. Thinking back to when that little brat of a cousin, David, had humiliated her.

"You ruined it!" David yelled he yanked the sheet off his head. He sat in his chair at the table, his head hanging.  
"I wanted to scare her," he mumbled.  
Victoria Winters, his new 'nanny' smiled.  
"I was terrified," she assured him.  
Carolyn wanted to laugh at the sight of her annoying cousin thinking he was actually feared. He thought he saw ghosts all the time. It was no mystery he wanted to be like them. Carolyn looked at Victoria.  
"You know, you don't have to be nice to him just cause he's nuts."  
"Carolyn!" Scolded Elizabeth, Carolyn's mother.  
"Carolyn touches herself!" David said aloud. "She makes noises like a kitten!"  
Carolyn's face burned with shame.  
"You little shit!" She screamed.  
"Carolyn, stop it! David, that's enough!" Her mother fussed again.

Yeah, what a great first impression.  
"Fuck this," she growled. She yanked the hair tie out of her hair and laid back down. Waiting for sleep to take over, but it was no hope. Her body was alert and wanting. Wanting him.  
Barnabas.  
She didn't know what it was about him but he drove her crazy. He made her heart race and her stomach twist in knots. He made her nervous.  
And she didn't like being nervous.  
She slowly slid her hands back up her body, kneading her breasts, her breathing grew harder. She pinched her nipple and whimpered, running her fingers over the hardened peaks. Her eyes closed lazily and she let her fingers slip under her lace panties and ran then up and down her sex.  
She slid her finger into herself and used her thumb to rub over her clit. Crying aloud as she fucked herself.

* * *

Barnabas Collins walked silently around his home. For at night he was restless, sleep only finding him during the day. He rounded the corner and let his fingers slide over the wall as he walked, admiring the artwork. Nearing the end of the halls, he noticed a staircase that looked older than him. The paint chipping and boards creaking, it lead up to a door with a red, rusty metal sign.  
"KEEP OUT" it read rather harshly. Carolyn's bedchamber.  
Ah, Carolyn.  
She had entranced him from the moment he laid eyes on her. Long blonde waves, delicate features and lovely curves.  
"You fool," he muttered to himself. She was a child, and here he was letting himself feel lust at the thought of her. He quickly scolded his sinful thoughts and turned away. He started of leave when he heard a strange noise. He stayed as quiet as possible to listen. He heard it again, it came from her bedchamber. Slowly, he made his way up the stairs and placed his ear against the door.  
"Oh!" He heard her cry out again.  
"Carolyn?" He called...no answer.  
It was silent before he heard her moan again. Pain. She sounded as if she were in pain.  
Angelique was the first person that came to his mind. He growled. How dare she harm his family. He opened her door and flew in preparing himself of a fight. What he saw made him stop in his tracks and grow silent.  
Carolyn lay in all her glory, moaning not in pain but in pleasure. Her blonde tresses lay spread over the pillow like a halo and the lit candle next to her bed set a warm glow upon her face. His eyes drifted down to where her hand moved between her legs. Her drawers had been thrown on the floor and her blankets had been thrown back. Both hands rest between her thighs. He felt himself grow hard as he watched one finger move in and out of her entrance, coated in her juices. The other moved over her clit in fast circles. He could tell by the way her body moved and she panted heavily that she was close. Barnabas clutched at the door frame trying to keep his composure. It then occured to him that he was still in her room and at any moment she could open her eyes and catch him. He quickly exited the room and left the door open a crack. His eyes peeked through the crack and his hand slid down his body to stroke over his painfully hard erection.  
"Oh goodness." He whispered. feeling shame wash over him. His fingernails dug into the walls as he watched her.  
All at once, her hands moved faster and she started breathing in short little pants. Carolyn then arched her back and she screamed. His breath caught in his throat. She lay still in her bed now, trying to steady her breathing. She reached over and pulled her lace drawers back on, then covered in her body with the blankets. Settling down to sleep. He watched as her breathing slowed and her body lay still.  
"Oh Carolyn," he whispered, wishing for nothing more thant to join her in her bed, in such sweet slumber.  
Barnabas quietly shut her door and made his way across his home back to his coffin. His dead heart beating rather fierce. He closed the lid and hoped for sleep to find him. It was foolish, there was no possible way he could sleep. He was rather shocked, not at what he had seen but at what he heard. As she had climaxed, she screamed out his name. His chest filled with a strange feeling, it was strange but it was no unfamiliar. It was the same feeling he felt when he loved Josette 200 years ago.

* * *

Faster and faster Carolyn stroked herself. Pretending it was the vampire's fingers rather than her own, feeling herself come undone at the sensation.  
"Barnabas!" She screamed. "Oh!"  
Release flooded her. Finally, her body feeling content and tired, she pulled her underwear back on and pulled her comforter back over hersef. She smiled lazily and let out a sigh of relief as sleep finally took over. It didn't occur to her till a few minutes after she awoke the next morning, that last night after closing her eyes. She heard her bedroom door quietly click shut.


	2. Chapter 2

When Carolyn awoke this morning, the first thing that came to mind was the sound of her door closing. The second thing was David's comment about touching herself. How dare that little shit spy on her! Just wait till she got her hands on him.  
"Mother won't be able to save you this time."  
She quickly dressed for school and grabbed her bag, locking the door behind her. She pulled her blonde curls up into a high ponytail. She tugged at the itchy uniform. She hated the damn thing but had to wear it. She entered the dining room where David, Barnabas and Mother were eating breakfast at the table. Uncle Roger and Victoria were nowhere to be found. Neither was Dr. Hoffman, probably sleeping off a hangover again. She stalked up to David and grabbed him by the throat, squeezing. Not enough to cause pain just...discomfort. Mother looked alarmed then angry, Barnabas looked slightly startled. David simply looked stunned.  
"Good morning," he choked out.  
"Carolyn! Let him go!"  
"No." She leaned in close to his face. "I heard you in my room last. I heard you spying on me."  
"I wasn't in your room last night!"  
"Yes, you were!"  
"No, I wasn't!"  
"Then who else was?!  
A name besides David came to her mind. A name that sent chills down her spine. But she refused to think of it now. Her hand, still around his throat, squeezed harder.  
"Carolyn." A dark voice boomed. "Release him."  
Barnabas had crossed from his spot at the tabled to right in front of her in less than a second. His eyes burned right into her soul.  
"Release him. I will not ask you again."  
She sneered. "No, why sh-"  
she stopped suddenly, feeling woozy. His eyes stared into hers and his command seemed somewhat...reasonable.  
"I-" she tried again.  
"Carolyn," he whispered. "Release him."  
And she did.  
"Now," he said while David rubbed his neck. Her mother just looked frazzled. "Would you like breakfast?" Barnabas asked her.  
"N-no," she stuttered.  
"Then," he handed her, her bag. "Off to school."  
She walked rather slowly to the front door and got in the Chevy feeling...confused. Out of nowhere, realization hit her like cold water.  
"That bastard! He hypnotized me!" She growled. But why? Sure, so she wouldn't hurt David, but Barnabas usually stayed out of her fights with David. Letting her mother settle everything. Could it be that...no. No. It had to be David in her room. And if not David then maybe Uncle Roger being a pervert. He was quite known for liking younger girls a little too much. Everyone had an idea of what she did now since David's stupid comment.  
Except Barnabas.  
Could it have been him watching her last night? Her face burned with embarrassment, but the thought of him watching her doing this made her knees go weak and the spot between her legs ache. She pushed the thought out of her mind and started the car, backing out of the driveway. She glanced up at Collinswood.  
Her enhanced sight seeing right through the tinted glass. And there in the window from his room stood Barnabas, watching her. She sneered at him and continued drive down the long dirt road, trying to ignore the pounding in her head.

* * *

Barnabas watched the girl drive away and left his spot at the window. Tinted windows were his favorite, they allowed him to see out without letting sunlight in.  
"Barnabas?" Elizabeth called.  
"Yes madam?"  
"Barnabas, this may be your home-"  
"Our home Elizabeth."  
"Our home and you may do as you please. But I will not have you hypnotizing my daughter. No matter how irritating she gets with David. This was your home first, but she is _my_ daughter."  
"Yes madam, I apologize and I assure you it will not happen again."  
"Good," she took on a lighter tone. "But I will thank you for getting her off David's throat. God knows what she would've done. I can't believe she would accuse David of sneaking around her room when I told him not to do it anymore. She knows David always does what he's told." She sighed. "Well I must be going, see you later Barnabas."  
"Have a good afternoon madam." He said, she left his room and he felt rather light headed. Which was strange for him.  
_Your house, my daughter._  
"Yes madam. My house which I share and call 'our house'."  
He sat in his chair near the window again.  
"But she won't be just yours for long."

* * *

Carolyn couldn't focus to save her life. Biology, Geometry, English, Gym. She flew through each class looking at her work without seeing it. All the was on her mind all day was Barnabas and the humiliation of the thought of 'what if he had seen her?' She had skipped breakfast and lunch, her stomach in too many knots to eat. But now she was rather hungry. She paid for a bag of chips and drove home. She walked through the front door without a word, grabbing a bottle of water and straight to her room. Locking the door. She changed out of the stupid uniform to sweats and a t-shirt. She was about to start her homework when she heard a knock at her door. Immediately her heart started to race.  
She knew exactly who it was.  
"What?" she called.  
"Carolyn, may I come in?" Asked a haunting voice that could only belong to one person...or vampire.  
"No."  
"My dear, there is something I must speak with you about."  
Her heart didn't beat faster this time, it stopped altogether for a second.  
She went to the door and opened it.  
"What?!" she asked harshly.  
She was a bit stunned by his closeness and took a step back.  
He entered her room.  
"What do you want?"  
He was silent for a moment before speaking.  
"It was not David in your room last night." She raised one eyebrow at this.  
"It was I."  
Carolyn did not say a word. She felt her heart drop and in two seconds had crossed the room, raised her hand and slapped him across the face.  
"I-just-I can't EVEN FIND FUCKING WORDS!"  
He stood as still as a statue, he had expected this. It was Carolyn after all. Barnabas closed her door, it shut with a soft click.  
"I will apologize from spying on you and for hypnotizing you. I am sorry. But my dear, I am _not_ sorry for what I saw, nor what I _heard_."  
She sneered. "What exactly did you hear?"  
His eyes darkened. And he began the story, the words smoothing slipping past his wonderful lips.  
"Carolyn. I was wandering around Collinswood as I often do. For I was restless. I happened to pass by your room and heard noises coming form from your bedchamber. I heard you moaning."  
He stopped for a moment to watch her face. Her cheeks burned with a blush he found quite adorable.  
"At the first groan, I suspected you were in pain. I thought someone was hurting you. I opened the door prepared for a fight, and what I saw clearly did not need fighting.  
She growled. "You had no right."  
"No, I did not. But I chose to stay for my own selfish reasons." He paused for a moment. "Carolyn. I find you intriguing." He stepped before her and lifted her chin with one finger. For once, Carolyn was speechless.  
"Since I first laid eyes on you, you haven't left my mind."  
Carolyn's heart raced and she was sweating nervously. She couldn't believe he actually returned her affections.  
"What about Vicky?" she whispered.  
He stroked her cheek with his thumb. "Oh, my sweet Carolyn. For Victoria does not love me in the way I loved her. I found her in the arms of that dastard Roger."  
His voice practically spit Uncle Roger's name with disgust. But she wasn't worried about Vicky's unfaithfulness. She focused on one word.  
"Loved?" she whispered.  
Hi fingers cupped her chin. "Loved." He whispered.  
And pressed his soft, perfect lips gently against hers. Carolyn, for once, did not have some snarky remark and did not slap him again as he suspected. She raised her fingers and clutched his hair, deepening the kiss. Carolyn's body felt like puddy. Completely melting in the vampire's strong arms. Their lips molding together in a furious dance. He ran his tongue along her bottom lip, begging for entrance. Entrance she quickly allowed. She moaned as his tongue wrapped around hers. This had been a moment that had only happened in her dreams. He pulled away and pressed his forehead to hers.  
"Yes," he whispered. "_Loved_. As in I no longer love her. My affections belong to another."  
Her stomach did flips. "You still haven't answered my question." she told him.  
"What question love?"  
"What did you hear? That you are not sorry for?"  
He was quiet for a moment before he spoke. His voice laced with lust.  
"As you climaxed...you screamed my name."  
She froze. "I was...th-thinking about...you." She whispered, feeling her body get hotter.  
He chuckled. "I figured."  
Before she could make a smart ass remark at that he pulled away. He kissed her hand.  
"Keep your door unlocked tonight. I shall wish to come see you my dear."  
She didn't say anything, just watched him walk out the door and down the stairs, wondering what on Earth she'd gotten herself into.


	3. Author's Note

_**Hey guys, sorry the 3rd Chapter has taken me so long. I've been extremely busy with school because it's our last few weeks. Chapter 3 will be posted after May 23 when summer vacation starts. Thanks for understanding. :)**_


	4. Chapter 3

**I'm so so sorry about how long this chapter took. To be honest, it took me forever to get inspired/I was lazy. Thank you for being patient and to make it up to you, there will be another chapter posted either tonight or tomorrow morning. But no later than that. Thanks again and enjoy. :)**

* * *

Carolyn paced back and forth in the bathroom, waiting for the water to heat up. She bit her thumbnail as she thought what just happened over.

"Carolyn!" Uncle Roger shouted, banging on the door. "Would you hurry up before you use up all the damn hot water!"

"Shut up!" she yelled back. "I just got in here. You'll get it when I'm done."

He just got more frustrated. "Look you little spoiled bitch—"He cut off suddenly with a thud on the door. She pulled the belt on her robe tighter and opened the door a crack. Uncle Roger was nowhere to be found but Barnabas stood leaning against the wall staring down the hallway.

"Barnabas?" she whispered.

He looked at her, his eyes black and burning as they traveled down the length of her barely covered form.

"Good evening Carolyn." He said at left at inhuman speed down the hall.

"Weird." She muttered. She almost closed the door when her mother caught the door and grabbed Carolyn by the arm, hauling her in the hallway.

"What are you doing?!" she hissed.

Her mother's eyes darkened. "Carolyn Stoddard. You are to stop this obsession you have with him."

She sneered. "What obsession? What the hell are you even talking about?"

"Carolyn, I'm not stupid. I see the way you look at him, when he comes in the same room as you, you practically start drooling like a dog and it is to stop. Now. He is a grown man and you are a child."

"I am not a child!" she yelled. "And I am not obsessed with him, he's practically my uncle, everyone in this house is so fucking nosy!" she went back into the bathroom and slammed the door. Sinking to the floor, she put her head on her knees and tried to breathe calmly. She stood up and pushed every negative thought out of her mind. Throwing her robe on the floor, she stepped into the shower and let the hot spray of water envelope her.

* * *

Barnabas sat in his room replaying what just happened in his head. He kissed Carolyn. How foolish could he really be?! This would cause a mess of so many problems! He looked up at the ceiling when he heard the shower turn on in the bathroom above his bedchamber. He listened carefully and he could her someone worriedly pacing back and forth, the bare feet making soft slapping noises on the tile floor. He listened to the pacing for a few minutes more when he heard a loud banging on the door.

"Carolyn!" Roger yelled. Belch. He didn't like him. Selfish, thieving, a bad father. Since he found Victoria in the arms of that bastard, there's been a hole in his heart. A whole that felt better when he was around Carolyn.

He was still yelling.

"Would you hurry up before you use up all the damn hot water!"

"Shut up!" she yelled back. He didn't hear the rest of her sentence for he blocked it out and flew at inhuman speed upstairs to the door.

Roger stood there with his hand on the doorknob, preparing to break down the door.  
"Look you little spoiled bitch—"

Everything happened at once. He flew to the door and gripped the man by the throat and slammed him against the door.

"That's enough." Barnabas growled.

"Wh-what are you doing?" he choked out.

"Silence! Now you will listen to me." He could feel his fangs unsheathing as his hatred was fueled even more. "You've already taken my Victoria; you will not speak to a member of my family in such ways!"

He dropped him on the floor, leaving him looking stunned as he clutched at his robe.

"Now," he growled, eyes burning. "Leave." Roger left, running down the hall.

Barnabas leaned against the wall, cursing his stupidity. The bathroom door opened a crack; Carolyn peeked out.

"Barnabas?" she whispered softly.

She opened the door a bit more and his breath caught in his throat when he looked at her. Her blonde hair somewhat hanging in her eyes. His eyes raked down the length of her, drinking in what he saw: slender, creamy legs. Quite beautiful curves and somewhat confused green eyes. He could feel his trousers tightening uncomfortably and needed to leave immediately.

"Good evening Carolyn." He said quietly then flew at inhuman speed down the hall. He stopped dead in his tracks when he heard her protesting something.

"What are you doing?" she questioned.

"Carolyn Stoddard!" Elizabeth said. "You are to stop this obsession you have with him."

Barnabas' heart pounded in his chest. Oh dear, what did she know?

"I am not a child!" he heard her scream. Oh Carolyn, be careful. He didn't listen to the rest of the conversation; he felt the floor shake at the door slamming, then walked back to his bedroom and shut the door. He was so incredibly stupid, letting himself get involved with the girl. Maybe he shouldn't go to her room tonight like he said he would. But he was selfish, it was wrong but he didn't' care. After all, when did he ever follow the rules?


	5. Chapter 4

**I'M SORRY, I'M SORRY, I'M SORRY. I KNOW I PROMISED CHAPTER 4 HERE IT IS. I'MSORRY.**

* * *

Carolyn climbed the stairs to her bedroom, trying to be silent. Her family had all gone to bed, and although she longed for nothing more than to jump on her bed and sleep, she knew better. With her stomach all tied in knots, there was no possible way she'd fall asleep. Carolyn entered her room and closed the door. She threw her robe on the big bean bag chair by the window and dressed in a tank top and boxer shorts. Picking up her brush, she brushed the snarls and knots out of her wet hair; she froze when she heard a knock on her door. Throwing the brush across the room she quickly climbed under the covers and pretended to be asleep.  
The door creaked open a crack.  
"Carolyn?" whispered a voice she knew very, very well. It would be a lie to say she wasn't thrilled he was here. Her pounding heart proved that.  
"Are you awake?" he asked. She opened her eyes a tiny crack and peeked at him. He had moved across the room to sit on the bean bag chair next to her bed. He had removed his cloak and was only wearing a white button up shirt with the sleeves rolled up to his elbows…and man did it fit him well.  
He chuckled. "Carolyn, I know you're not asleep."  
She opened her eyes and looked at his still form bathed in the moonlight.  
"What do you want Barnabas?"  
"Oh are we grumpy now? You were begging for it this afternoon." Barnabas may have been a gentleman but oh boy could be cocky sometimes.  
Carolyn sneered. "Oh please, I was not begging."  
"Oh is that what you call shoving your tongue in my mouth?"  
"You kissed me!" she was practically yelling. "You told me 'my affections belong to another' and then YOU. KISSED. ME."  
Barnabas went to her and sat on the edge of the bed. "Okay, okay. I'm sorry. I was just teasing." The room was silent.  
"I'm sorry too." She said, peeking under her eyelashes. "I shouldn't have yelled at you."  
He reached for her hand and held it in his, his pale skin contrasting with hers.  
"Barnabas." Carolyn whispered. "This is wrong. We shouldn't be sneaking around like this."  
He didn't look at her, but rather at her fingers she had intertwined with his. "I know its wrong Carolyn, but frankly I don't care. I spent two hundred years locked in a box, left with nothing but my own thoughts that ate me alive. When I first saw you I was just taken by your beauty but I convinced myself it was nothing more than the loneliness. After not seeing a single soul for so long and then seeing such a beautiful creature. So I ignored it. But then I met Victoria and I was so convinced that she was the one for me, she looked exactly like Josette and I missed her so. But then I found her making love with David's father. And I was sure my heart was ripped out right there. Carolyn, I am not a heartless monster for no reason."  
"You are not heartless." She whispered. Someone who kissed her with such passion, even if it was buried under ice, Barnabas had a heart. She knew it was there.  
He smiled. "I'm glad you think so. But the point of all of this is I can't stay away from you. I was so sure that I didn't have feelings for you but I was so very wrong. The only question left is, will you return my affections?"  
Carolyn was silent; she didn't know what to say. Actually that was a lie; she knew exactly what she wanted to say. She wanted to tell him how when he was near, her heart pounded as if she had just run a marathon. How when he kissed her, her first real kiss, it made her weak at the knees and made her want to beg for more.  
"Barnabas, I-I don't know. I don't know what I'm feeling I just know that this is dangerous."  
His eyes darkened. "Do I frighten you Carolyn?"  
"No."  
"But I make you nervous."  
"N-no." she lied.  
He squeezed her hand but didn't say a word. After a long moment of silence, he finally spoke.  
"Carolyn…may I kiss you?"  
She looked up at him and had to stifle a giggle. This was the first time she had ever seen him shy before. Leaning in, she slowly raised one hand up to his neck and pressed her lips to his. He was still at first but then used the hand that wasn't holding hers and ran his fingers through her damp hair. Deepening the kiss, she sat up father and slid both hands over his shoulders and into his hair. His tongue slid along her bottom lip, demanding entrance. She opened her lips farther allowing his tongue to slip past and dance along with hers. His hands found her hips and squeezed deliciously and she moaned into his mouth.  
"Please, touch me." She whispered against his lips. Not needing to be told twice he moved his hands up and down her body and she shivered. Her fingers quickly unbuttoned his shirt and she slipped her hands inside, exploring his perfect chest. Carolyn had never felt so alive in all her life; it was like being high without the paranoia. She pulled his shirt completely off as he pushed her back onto the bed. Leaning over her, he kissed his way down her neck until he reached a spot that made her hiss and grind her hips harder against his.  
"Sensitive are we?" he teased.  
She growled and brought his mouth back to hers and he thrust his tongue into her mouth, determined to make her feel as wonderful as she made him feel. His hands went to the straps on her shirt and he toyed them playfully, he cupped her breasts. She wasn't wearing a bra and he felt her nipples harden through the thin fabric. Wanting to see how far she would go he pinched her nipple and she whimpered. This man was relentless. With just certain touches and presses of his hand he reduced her to a babbling mess. It was when he began to slide the straps of her shirt down her arms that a bit of oxygen hit her brain and she pulled back. She was wet and aching and everything rested on that moment. Breathing hard she looked him in the eyes.  
"Barnabas Collins, I'm warning you. Don't fall in love with me."  
He didn't smirk or laugh like she expected him too. He simply pulled himself away from her warm body and put his shirt back on. He leaned close; brushing her nose with his, his eyes captured hers and held them.  
"My dear…I'm far past that."  
He didn't say another word; he simply pressed one more soft kiss to her swollen lips and walked out of the room, shutting the door behind him.


End file.
